ANNUAL SHAREHOLDERS MEETING February 27, 2007 TD AMERITRADE, Inc., member NASD/SIPC. TD AMERITRADE is a trademark jointly owned by TD AMERITRADE IP Company, Inc. and The Toronto-Dominion Bank. © 2007 TD AMERITRADE IP Company, Inc. All rights reserved. Used with permission.

2 Safe Harbor This document contains forward-looking statements within the meaning of the federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions of the federal securities laws. In particular, any projections regarding our future revenues, expenses, earnings, capital expenditures, effective tax rates, client trading activity, accounts, stock price or anticipated benefits of the TD Waterhouse transaction, as well as the assumptions on which such expectations are based, and future operations are forward-looking statements. These statements reflect only our current expectations and are not guarantees of future performance or results. These statements involve risks, uncertainties and assumptions that could cause actual results or performance to differ materially from those contained in the forward-looking statements. These risks, uncertainties and assumptions include general economic and political conditions, interest rates, market fluctuations and changes in client trading activity, increased competition, systems failures and capacity constraints, ability to service debt obligations, integration associated with the TD Waterhouse transaction, realization of synergies from the TD Waterhouse transaction, regulatory and legal matters and uncertainties and other risk factors described in our latest Annual Report on Form 10-K, filed with the SEC on Dec. 7, 2006 and our latest Quarterly Report on Form 10-Q filed thereafter. These forward-looking statements speak only as of the date on which the statements were made. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

3 Agenda Record Performance Stock Performance Our Strategy Looking Forward

4 RECORD PERFORMANCE

5 4 th Record Year Ex-Inv. Gains (1) EPS Non-GAAP EPS (1) Net Income Net Revenues Pre-Tax Income EBITDA (1) – Debt Pay-Down – Stock Repurchase ROE (2) $0.95 N/A $527M $1.8B $857M 48% N/A 33% $0.87* $1.02* $483M* $1.8B* $788M* 44% $933M* 52% $497M $67M 30% Reported (1) See attached reconciliation of financial measures. (2) Annualized return on average stockholders' equity. (3) All records referenced exclude a one-time gain realized on the sale of the Company’s investment in Knight Capital Group, Inc. when comparing to the second fiscal quarter of *Denotes Records (3)

6 Best Quarter in History - Dec Q ‘06 EPS Non-GAAP EPS (1) Net Income Net Revenues Pre-Tax Income EBITDA (1) – Debt Pay-Down – Stock Repurchase ROE (2) $0.24* $0.28* $146M* $535M $239M* 45% $291M* 54% $6M $130M 34% (1) See attached reconciliation of financial measures. (2) Annualized return on average stockholders' equity. (3) All records referenced exclude a one-time gain realized on the sale of the Company’s investment in Knight Capital Group, Inc. when comparing to the second fiscal quarter of *Denotes Records (3)

7 STOCK PERFORMANCE

8 5-Year Stock Performance AMTD Broker Dealer Index S&P 500 S&P Fin.

9 1-Year Stock Performance April New Pricing October B of A $0 AMTD Broker Dealer Index S&P 500 S&P Fin. January $6 Dividend % % % % % % % % % %

10 ‘07 Outlook – EPS CAGR Outlook Midpoint FY ‘05FY ‘06 FY ‘07 FY ‘04 FY ‘03 $0.81 $0.87 $1.10 $0.64 $0.32 Actual (2) EARNINGS PER SHARE (1) 36% (1)Earnings are per diluted share. (2)Excludes Investment gains/losses. The corresponding GAAP EPS amounts including investment gains/losses are as follows: FY ‘03 EPS = $0.25, FY ‘04 EPS = $0.66, FY ‘05 EPS = $0.82, FY ‘06 EPS = $0.95. See reconciliation of financial measures.

11 Financial Strength Outlook Midpoint FY ‘05FY ‘06 FY ‘07 FY ‘04 FY ‘03 Actual (2) 50% PRE-TAX MARGINS 35% ROE (1)Earnings are per diluted share. (2)Excludes Investment gains/losses. The corresponding GAAP EPS amounts including investment gains/losses are as follows: FY ‘03 EPS = $0.25, FY ‘04 EPS = $0.66, FY ‘05 EPS = $0.82, FY ‘06 EPS = $0.95. See reconciliation of financial measures.

12 Spring ‘01 (1) CurrentChange Accounts1.5M6.3M> 300% Pre-Tax Margins (-)45%∞ Client Assets$24B$278B> 1,000% Market Cap$700M$11B> 1,500% ROE (2) (-)34%∞ Credibility (1)Spring ‘01 is as of the March Q, 2001 ended 3/30/01, except for Market Cap, which is based on closing price for April 4, (2)Excluding the gain on the disposal of Knight Investment.

13 OUR STRATEGY

14 Why We Exist Three Priorities: Clients - Shareholders - Associates Three Objectives: Growth - Retention - Yield Three Client Segments: Active - Long-Term - RIA

15 Priorities Integration Client Segmentation Strategy

16 Integration Progress 2006 –Investor Services (Call Center) Consolidation –Increased TPD Capacity - Now 600K –Completed MMDA Sweep & Extension –Divested Non-Core Businesses 2007 –New Web Experience –Clearing Conversion Jun Q ‘06 – ‘08 Philosophy

17 Client Segmentation Strategy Market Opportunity Strategy Unique set of Assets to Succeed Maintain #1 Position Advocacy & Service Low Cost Scalable Platform, Branches, People & Sales Active Trader Long-Term Investor RIA Leverage Technology

18 Strategy Execution Marketing Marketing and Sales Service Service and Sales Brand Extension into Long-Term Investing

19 Retail Opportunity TDA 26% TDA 10% (1) Source: Company reports for Q ended 12/31/06. Online competitors include Charles Schwab, E*Trade Financial, Fidelity Investments, OptionsXpress, Scottrade and TD AMERITRADE. Online 74% Online 90% Trades (1) Client Assets (1)

20 Retail Opportunity (1) Source: Company websites and internal company estimates. (2) Source: IXI data and internal company estimate for Q ended 12/31/06. Share of Wallet (2) 100% ~ $1.7T TDA Mass Affluent Client Base Client Assets (1) Online 32% TDA 4% Full Commission 64% TDA 12%

21 Revenue Transition Asset Based 23% FY ‘03 = $0.7B Asset Based 60% FY ‘07 (1) = $2.2B (1) Based upon the midpoint of the January 16, 2007 outlook statement. $1.3B Asset Based Revenues > $1.1B Total Expenses (1)

22 LOOKING FORWARD

23 Challenge ‘06 – ‘08 Philosophy Strong Operating Leverage – Leading Pre-Tax Margins and ROE Scalable Technology 4 Record Years, Record Dec Q AMTD TD AMERITRADE

ANNUAL SHAREHOLDERS MEETING February 27, 2007 TD AMERITRADE, Inc., member NASD/SIPC. TD AMERITRADE is a trademark jointly owned by TD AMERITRADE IP Company, Inc. and The Toronto-Dominion Bank. © 2007 TD AMERITRADE IP Company, Inc. All rights reserved. Used with permission.

25 RECONCILIATION OF FINANCIAL MEASURES

26 Reconciliation of Financial Measures In thousands, except percentages and per share amounts (Unaudited)

27 Reconciliation of Financial Measures In thousands, except percentages and per share amounts (Unaudited)

28 Reconciliation of Financial Measures In thousands, except percentages and per share amounts (Unaudited)

29 Note: The term "GAAP" in the following explanations refers to generally accepted accounting principles in the United States. 1)Pre-tax income, net income and earnings per share (EPS) excluding investment gains/losses are Non-GAAP financial measures as defined by SEC Regulation G. We define pre-tax income and net income excluding investment gains/losses as pre-tax income and net income, respectively, adjusted to remove the pre-tax and after-tax effect, respectively, of investment-related gains and losses. We consider pre-tax income, net income and EPS excluding investment gains/losses important measures of our financial performance. Gains/losses on investments and investment-related derivatives are excluded because we believe they are not likely to be indicative of the ongoing operations of our business. Pre-tax income, net income and EPS excluding investment gains/losses should be considered in addition to, rather than as a substitute for, GAAP pre-tax income, net income and EPS. 2)Non-GAAP net income and Non-GAAP earnings per share (EPS) are Non-GAAP financial measures as defined by SEC Regulation G. We define Non-GAAP net income as net income, adjusted to remove the after-tax effect of amortization of acquired intangible assets, interest on borrowings, investment-related gains and losses and any unusual gains or charges. We consider Non-GAAP net income and Non-GAAP EPS important measures of our financial performance and of our ability to generate cash flows to service debt, fund capital expenditures and fund other corporate investing and financing activities. Amortization of acquired intangible assets are excluded because they are non-cash expenses that do not require further cash investment. Interest on borrowings is excluded because we use these measures as an indicator of the earnings available to service debt. Investment-related gains and losses and unusual gains and charges are excluded because we believe they are not likely to be indicative of the ongoing operations of our business. Non-GAAP net income and EPS should be considered in addition to, rather than as a substitute for, GAAP net income and EPS. 3)EBITDA (earnings before interest, taxes, depreciation and amortization) and EBITDA excluding investment gains are considered Non-GAAP financial measures as defined by SEC Regulation G. We consider EBITDA and EBITDA excluding investment gains important measures of our financial performance and of our ability to generate cash flows to service debt, fund capital expenditures and fund other corporate investing and financing activities. EBITDA eliminates the non- cash effect of tangible asset depreciation and intangible asset amortization. EBITDA excluding investment gains also eliminates the effect of investment-related gains that are not likely to be indicative of the ongoing operations of our business. EBITDA and EBITDA excluding investment gains should be considered in addition to, rather than as a substitute for, pre-tax income, net income and cash flows from operating activities.